Exhibit 4(f)
This instrument was prepared by: EXECUTED IN 50 COUNTERPARTS OF
WHICH THIS IS COUNTERPART NO. 39
K. M. Davis
Florida Power & Light Company
9250 West Flagler Street
Miami, Florida 33102
FLORIDA POWER & LIGHT COMPANY
to
BANKERS TRUST COMPANY
As Trustee under Florida Power & Light
Company's Mortgage and Deed of Trust,
Dated as of January 1, 1944.
One-hundredth Supplemental Indenture
Relating to $500,000,000 Principal Amount
of First Mortgage Bonds, 6 7/8% Series
due December 1, 2005.
Dated as of December 1, 2000
This Supplemental Indenture has been executed in several counterparts, all
of which constitute but one and the same instrument. This Supplemental
Indenture has been recorded in several counties and documentary stamp taxes
as required by law in the amount of $1,750,000, and non-recurring
intangible taxes as required by law in the amount of $143,542 were paid on
the Supplemental Indenture recorded in the public records of Palm Beach
County, Florida.
Note to Examiner: The new bonds ("New Bonds") being issued in connection
with this Supplemental Indenture are secured by real property and personal
property located both within Florida and outside of Florida. The aggregate
fair market value of the collateral exceeds the aggregate principal amount
of (y) the New Bonds plus (z) the other outstanding bonds secured by the
mortgage supplemented hereby and all previous supplemental indentures
thereto. The intangible tax has been computed pursuant to Section 199.133
(2), Florida Statutes, by (i) determining the percentage of the aggregate
fair market value of the collateral constituting real property situated in
Florida and by multiplying that percentage times the principal amount of
the New Bonds (the result hereinafter defined as the "Tax Base") and (ii)
multiplying the tax rate times the Tax Base.
ONE-HUNDREDTH SUPPLEMENTAL INDENTURE
INDENTURE, dated as of the first day of December, 2000, made and
entered into by and between FLORIDA POWER & LIGHT COMPANY, a corporation of
the State of Florida, whose post office address is 700 Universe Boulevard,
Juno Beach, Florida 33408 (hereinafter sometimes called FPL), and BANKERS
TRUST COMPANY, a corporation of the State of New York, whose post office
address is Four Albany Street, New York, New York 10006 (hereinafter called
the Trustee), as the one-hundredth supplemental indenture (hereinafter called
the One-hundredth Supplemental Indenture) to the Mortgage and Deed of
Trust, dated as of January 1, 1944 (hereinafter called the Mortgage), made
and entered into by FPL, the Trustee and The Florida National Bank of
Jacksonville, as Co-Trustee (now resigned), the Trustee now acting as the
sole trustee under the Mortgage, which Mortgage was executed and delivered
by FPL to secure the payment of bonds issued or to be issued under and in
accordance with the provisions thereof, reference to which Mortgage is
hereby made, this One-hundredth Supplemental Indenture being supplemental
thereto;
WHEREAS, Section 8 of the Mortgage provides that the form of each
series of bonds (other than the first series) issued thereunder shall be
established by Resolution of the Board of Directors of FPL and that the
form of such series, as established by said Board of Directors, shall
specify the descriptive title of the bonds and various other terms thereof,
and may also contain such provisions not inconsistent with the provisions
of the Mortgage as the Board of Directors may, in its discretion, cause to
be inserted therein expressing or referring to the terms and conditions
upon which such bonds are to be issued and/or secured under the Mortgage;
and
WHEREAS, Section 120 of the Mortgage provides, among other things,
that any power, privilege or right expressly or impliedly reserved to or in
any way conferred upon FPL by any provision of the Mortgage, whether such
power, privilege or right is in any way restricted or is unrestricted, may
be in whole or in part waived or surrendered or subjected to any
restriction if at the time unrestricted or to additional restriction if
already restricted, and FPL may enter into any further covenants,
limitations or restrictions for the benefit of any one or more series of
bonds issued thereunder, or FPL may cure any ambiguity contained therein,
or in any supplemental indenture, or may establish the terms and provisions
of any series of bonds other than said first series, by an instrument in
writing executed and acknowledged by FPL in such manner as would be
necessary to entitle a conveyance of real estate to record in all of the
states in which any property at the time subject to the Lien of the
Mortgage shall be situated; and
WHEREAS, FPL now desires to create the series of bonds described in
Article I hereof and to add to its covenants and agreements contained in
the Mortgage certain other covenants and agreements to be observed by it
and to alter and amend in certain respects the covenants and provisions
contained in the Mortgage; and
WHEREAS, the execution and delivery by FPL of this One-hundredth
Supplemental Indenture, and the terms of the bonds, hereinafter referred to
in Article I, have been duly authorized by the Board of Directors of FPL by
appropriate resolutions of said Board of Directors;
NOW, THEREFORE, THIS INDENTURE WITNESSETH: That FPL, in
consideration of the premises and of One Dollar to it duly paid by the
Trustee at or before the ensealing and delivery of these presents, the
receipt whereof is hereby acknowledged, and in further evidence of
assurance of the estate, title and rights of the Trustee and in order
further to secure the payment of both the principal of and interest and
premium, if any, on the bonds from time to time issued under the Mortgage,
according to their tenor and effect, and the performance of all the
provisions of the Mortgage (including any instruments supplemental thereto
and any modification made as in the Mortgage provided) and of said bonds,
hereby grants, bargains, sells, releases, conveys, assigns, transfers,
mortgages, pledges, sets over and confirms (subject, however, to Excepted
Encumbrances as defined in Section 6 of the Mortgage) unto Bankers Trust
Company, as Trustee under the Mortgage, and to its successor or successors
in said trust, and to said Trustee and its successors and assigns forever,
all property, real, personal and mixed, acquired by FPL after the date of
the execution and delivery of the Mortgage (except any herein or in the
Mortgage, as heretofore supplemented, expressly excepted), now owned
(except any properties heretofore released pursuant to any provisions of
the Mortgage and in the process of being sold or disposed of by FPL) or,
subject to the provisions of Section 87 of the Mortgage, hereafter acquired
by FPL and wheresoever situated, including (without in anywise limiting or
impairing by the enumeration of the same the scope and intent of the
foregoing) all lands, power sites, flowage rights, water rights, water
locations, water appropriations, ditches, flumes, reservoirs, reservoir
sites, canals, raceways, dams, dam sites, aqueducts, and all rights or
means for appropriating, conveying, storing and supplying water; all rights
of way and roads; all plants for the generation of electricity by steam,
water and/or other power; all power houses, gas plants, street lighting
systems, standards and other equipment incidental thereto, telephone, radio
and television systems, air-conditioning systems and equipment incidental
thereto, water works, water systems, steam heat and hot water plants,
substations, lines, service and supply systems, bridges, culverts, tracks,
ice or refrigeration plants and equipment, offices, buildings and other
structures and the equipment thereof; all machinery, engines, boilers,
dynamos, electric, gas and other machines, regulators, meters,
transformers, generators, motors, electrical, gas and mechanical
appliances, conduits, cables, water, steam heat, gas or other pipes, gas
mains and pipes, service pipes, fittings, valves and connections, pole and
transmission lines, wires, cables, tools, implements, apparatus, furniture,
chattels, and choses in action; all municipal and other franchises,
consents or permits; all lines for the transmission and distribution of
electric current, gas, steam heat or water for any purpose including
towers, poles, wires, cables, pipes, conduits, ducts and all apparatus for
use in connection therewith; all real estate, lands, easements, servitudes,
licenses, permits, franchises, privileges, rights of way and other rights
in or relating to real estate or the occupancy of the same and (except as
herein or in the Mortgage, as heretofore supplemented, expressly excepted)
all the right, title and interest of FPL in and to all other property of
any kind or nature appertaining to and/or used and/or occupied and/or
enjoyed in connection with any property hereinbefore or in the Mortgage, as
heretofore supplemented, described.
TOGETHER WITH all and singular the tenements, hereditaments and
appurtenances belonging or in anywise appertaining to the aforesaid
property or any part thereof, with the reversion and reversions, remainder
and remainders and (subject to the provisions of Section 57 of the
Mortgage) the tolls, rents, revenues, issues, earnings, income, products
and profits thereof, and all the estate, right, title and interest and
claim whatsoever, at law as well as in equity, which FPL now has or may
hereinafter acquire in and to the aforesaid property and franchises and
every part and parcel thereof.
IT IS HEREBY AGREED by FPL that, subject to the provisions of
Section 87 of the Mortgage, all the property, rights, and franchises
acquired by FPL after the date hereof (except any herein or in the
Mortgage, as heretofore supplemented, expressly excepted) shall be and are
as fully granted and conveyed hereby and as fully embraced within the Lien
of the Mortgage, as if such property, rights and franchises were now owned
by FPL and were specifically described herein and conveyed hereby.
PROVIDED that the following are not and are not intended to be now
or hereafter granted, bargained, sold, released, conveyed, assigned,
transferred, mortgaged, pledged, set over or confirmed hereunder and are
hereby expressly excepted from the Lien and operation of this One-hundredth
Supplemental Indenture and from the Lien and operation of the Mortgage, as
heretofore supplemented, viz: (1) cash, shares of stock, bonds, notes and
other obligations and other securities not hereafter specifically pledged,
paid, deposited, delivered or held under the Mortgage or covenanted so to
be; (2) merchandise, equipment, materials or supplies held for the purpose
of sale in the usual course of business and fuel (including Nuclear Fuel
unless expressly subjected to the Lien and operation of the Mortgage by FPL
in a future Supplemental Indenture), oil and similar materials and supplies
consumable in the operation of any properties of FPL; rolling stock, buses,
motor coaches, automobiles and other vehicles; (3) bills, notes and
accounts receivable, and all contracts, leases and operating agreements not
specifically pledged under the Mortgage or covenanted so to be; (4) the
last day of the term of any lease or leasehold which may hereafter become
subject to the Lien of the Mortgage; (5) electric energy, gas, ice, and
other materials or products generated, manufactured, produced or purchased
by FPL for sale, distribution or use in the ordinary course of its
business; all timber, minerals, mineral rights and royalties; (6) FPL's
franchise to be a corporation; and (7) the properties already sold or in
the process of being sold by FPL and heretofore released from the Mortgage
and Deed of Trust, dated as of January 1, 1926, from Florida Power & Light
Company to Bankers Trust Company and The Florida National Bank of
Jacksonville, trustees, and specifically described in three separate
releases executed by Bankers Trust Company and The Florida National Bank of
Jacksonville, dated July 28, 1943, October 6, 1943 and December 11, 1943,
which releases have heretofore been delivered by the said trustees to FPL
and recorded by FPL among the Public Records of all Counties in which such
properties are located; provided, however, that the property and rights
expressly excepted from the Lien and operation of the Mortgage in the above
subdivisions (2) and (3) shall (to the extent permitted by law) cease to be
so excepted in the event and as of the date that the Trustee or a receiver
or trustee shall enter upon and take possession of the Mortgaged and
Pledged Property in the manner provided in Article XIII of the Mortgage by
reason of the occurrence of a Default as defined in Section 65 thereof.
TO HAVE AND TO HOLD all such properties, real, personal and mixed,
granted, bargained, sold, released, conveyed, assigned, transferred,
mortgaged, pledged, set over or confirmed by FPL as aforesaid, or intended
so to be, unto Bankers Trust Company, the Trustee, and its successors and
assigns forever.
IN TRUST NEVERTHELESS, for the same purposes and upon the same
terms, trusts and conditions and subject to and with the same provisos and
covenants as are set forth in the Mortgage, as heretofore supplemented,
this One-hundredth Supplemental Indenture being supplemental thereto.
AND IT IS HEREBY COVENANTED by FPL that all terms, conditions,
provisos, covenants and provisions contained in the Mortgage shall affect
and apply to the property hereinbefore described and conveyed and to the
estate, rights, obligations and duties of FPL and the Trustee and the
beneficiaries of the trust with respect to said property, and to the
Trustee and its successors as Trustee of said property in the same manner
and with the same effect as if said property had been owned by FPL at the
time of the execution of the Mortgage, and had been specifically and at
length described in and conveyed to said Trustee, by the Mortgage as a part
of the property therein stated to be conveyed.
FPL further covenants and agrees to and with the Trustee and its
successors in said trust under the Mortgage, as follows:
ARTICLE I
Ninety-seventh Series of Bonds
Section 1. (I) There shall be a series of bonds designated "6
7/8% Series due December 1, 2005", herein sometimes referred to as the
"Ninety-seventh Series", each of which shall also bear the descriptive
title First Mortgage Bond, and the form thereof, which shall be established
by Resolution of the Board of Directors of FPL, shall contain suitable
provisions with respect to the matters hereinafter in this Section
specified. Bonds of the Ninety-seventh Series shall mature on December 1,
2005 and shall be issued as fully registered bonds in denominations of One
Thousand Dollars and, at the option of FPL, in any multiple or multiples of
One Thousand Dollars (the exercise of such option to be evidenced by the
execution and delivery thereof); they shall bear interest from December 5,
2000, at the rate of 6 7/8% per annum, payable semi-annually on June 1 and
December 1 of each year (each an "Interest Payment Date") commencing on
June 1, 2001; the principal of and interest on each said bond to be payable
at the office or agency of FPL in the Borough of Manhattan, The City of New
York, in such coin or currency of the United States of America as at the
time of payment is legal tender for public and private debts. Bonds of the
Ninety-seventh Series shall be dated as in Section 10 of the Mortgage
provided. If, and so long as, the bonds of the Ninety-seventh Series are
registered in the name of The Depository Trust Company or its nominee, the
record date for payments of interest on any Interest Payment Date shall be
the close of business on the business date immediately preceding such
Interest Payment Date.
(II) Bonds of the Ninety-seventh Series shall be redeemable
either at the option of FPL or pursuant to the requirements of the Mortgage
(including, among other requirements, the application of cash delivered to
or deposited with the Trustee pursuant to the provisions of Section 64 of
the Mortgage or with proceeds of Released Property) in whole at any time,
or in part from time to time, prior to maturity, upon notice, as provided
in Section 52 of the Mortgage, mailed at least thirty (30) days prior to
the date fixed for redemption (the "Redemption Date"), at a price (the
"Redemption Price") equal to 100% of the principal amount thereof plus
accrued and unpaid interest, if any, to the Redemption Date plus a premium,
if any (the "Make-Whole Premium"). In no event will the Redemption Price
be less than 100% of the principal amount of the bonds of the Ninety-
seventh Series being redeemed plus accrued interest to the Redemption Date.
The amount of the Make-Whole Premium with respect to any bond of
the Ninety-seventh Series (or portion thereof) to be redeemed will be equal
to the excess, if any, of:
1. the sum of the present values, calculated as of the
Redemption Date, of:
a. each interest payment that, but for such redemption,
would have been payable on the bond of the Ninety-seventh Series (or
portion thereof) being redeemed on each interest payment date occurring
after the Redemption Date (excluding any accrued interest for the period
prior to the Redemption Date); and
b. the principal amount that, but for such redemption, would
have been payable at the final maturity of the bond of the Ninety-seventh
Series (or portion thereof) being redeemed; over
2. the principal amount of the bond of the Ninety-seventh Series
(or portion thereof) being redeemed.
The present values of interest and principal payments referred to
in clause (1) above will be determined in accordance with generally
accepted principles of financial analysis. Such present values will be
calculated by discounting the amount of each payment of interest or
principal from the date that each such payment would have been payable, but
for the redemption, to the Redemption Date at a discount rate equal to the
Treasury Yield (as defined below) plus 25 basis points.
The Make-Whole Premium will be calculated by an independent
investment banking institution of national standing appointed by FPL;
provided that if FPL fails to make such appointment at least 30 days prior
to the Redemption Date, or if the institution so appointed is unwilling or
unable to make such calculation, such calculation will be made by Salomon
Smith Barney Inc. or, if such firm is unwilling or unable to make such
calculation, by an independent investment banking institution of national
standing appointed by the Trustee at the expense of FPL (in any such case,
an "Independent Investment Banker").
For purposes of determining the Make-Whole Premium, "Treasury
Yield" means a rate of interest per annum equal to the weekly average yield
to maturity of United States Treasury Notes that have a constant maturity
that corresponds to the remaining term to maturity of the bonds of the
Ninety-seventh Series to be redeemed, calculated to the nearest 1/12th of a
year (the "Remaining Term"). The Treasury Yield will be determined as of
the third business day immediately preceding the applicable Redemption
Date.
The weekly average yields of United States Treasury Notes will be
determined by reference to the most recent statistical release published by
the Federal Reserve Bank of New York and designated "H.15(519) Selected
Interest Rates" or any successor release (the "H.15 Statistical Release").
If the H.15 Statistical Release sets forth a weekly average yield for the
United States Treasury Notes having a constant maturity that is the same as
the Remaining Term, then the Treasury Yield will be equal to such weekly
average yield. In all other cases, the Treasury Yield will be calculated
by interpolation, on a straight-line basis, between the weekly average
yields on the United States Treasury Notes that have a constant maturity
closest to and greater than the Remaining Term and the United States
Treasury Notes that have a constant maturity closest to and less than the
Remaining Term (in each case as set forth in the H.15 Statistical Release).
Any weekly average yields so calculated by interpolation will be rounded to
the nearest 1/100th of 1%, with any figure of 1/200th of 1% or above being
rounded upward. If weekly average yields for United States Treasury Notes
are not available in the H.15 Statistical Release or otherwise, then the
Treasury Yield will be calculated by interpolation of comparable rates
selected by the Independent Investment Banker.
(III) At the option of the registered owner, any bonds of the
Ninety-seventh Series, upon surrender thereof for exchange at the office or
agency of FPL in the Borough of Manhattan, The City of New York, together
with a written instrument of transfer wherever required by FPL, duly
executed by the registered owner or by his duly authorized attorney, shall
(subject to the provisions of Section 12 of the Mortgage) be exchangeable
for a like aggregate principal amount of bonds of the same series of other
authorized denominations.
Bonds of the Ninety-seventh Series shall be transferable (subject
to the provisions of Section 12 of the Mortgage) at the office or agency of
FPL in the Borough of Manhattan, The City of New York.
Upon any exchange or transfer of bonds of the Ninety-seventh
Series, FPL may make a charge therefor sufficient to reimburse it for any
tax or taxes or other governmental charge, as provided in Section 12 of the
Mortgage, but FPL hereby waives any right to make a charge in addition
thereto for any exchange or transfer of bonds of the Ninety-seventh Series.
ARTICLE II
Dividend Covenant
Section 2. Section 3 of the Third Supplemental Indenture, as
heretofore amended, is hereby further amended by inserting the words "or
Ninety-seventh Series" immediately before the words "remain Outstanding".
ARTICLE III
Miscellaneous Provisions
Section 3. Subject to the amendments provided for in this One-
hundredth Supplemental Indenture, the terms defined in the Mortgage, as
heretofore supplemented, shall, for all purposes of this One-hundredth
Supplemental Indenture, have the meanings specified in the Mortgage, as
heretofore supplemented.
Section 4. The holders of bonds of the Ninety-seventh Series
consent that FPL may, but shall not be obligated to, fix a record date for
the purpose of determining the holders of bonds of the Ninety-seventh
Series entitled to consent to any amendment, supplement or waiver. If a
record date is fixed, those persons who were holders at such record date
(or their duly designated proxies), and only those persons, shall be
entitled to consent to such amendment, supplement or waiver or to revoke
any consent previously given, whether or not such persons continue to be
holders after such record date. No such consent shall be valid or
effective for more than 90 days after such record date.
Section 5. The Trustee hereby accepts the trust herein declared,
provided, created or supplemented and agrees to perform the same upon the
terms and conditions herein and in the Mortgage, as heretofore
supplemented, set forth and upon the following terms and conditions:
The Trustee shall not be responsible in any manner whatsoever for
or in respect of the validity or sufficiency of this One-hundredth
Supplemental Indenture or for or in respect of the recitals contained
herein, all of which recitals are made by FPL solely. In general, each and
every term and condition contained in Article XVII of the Mortgage, as
heretofore amended, shall apply to and form part of this One-hundredth
Supplemental Indenture with the same force and effect as if the same were
herein set forth in full with such omissions, variations and insertions, if
any, as may be appropriate to make the same conform to the provisions of
this One-hundredth Supplemental Indenture.
Section 6. Whenever in this One-hundredth Supplemental Indenture
either of the parties hereto is named or referred to, this shall, subject
to the provisions of Articles XVI and XVII of the Mortgage, as heretofore
amended, be deemed to include the successors and assigns of such party, and
all the covenants and agreements in this One-hundredth Supplemental
Indenture contained by or on behalf of FPL, or by or on behalf of the
Trustee, or either of them, shall, subject as aforesaid, bind and inure to
the respective benefits of the respective successors and assigns of such
parties, whether so expressed or not.
Section 7. Nothing in this One-hundredth Supplemental Indenture,
expressed or implied, is intended, or shall be construed, to confer upon,
or to give to, any person, firm or corporation, other than the parties
hereto and the holders of the bonds and coupons Outstanding under the
Mortgage, any right, remedy or claim under or by reason of this One-
hundredth Supplemental Indenture or any covenant, condition, stipulation,
promise or agreement hereof, and all the covenants, conditions,
stipulations, promises and agreements in this One-hundredth Supplemental
Indenture contained by or on behalf of FPL shall be for the sole and
exclusive benefit of the parties hereto, and of the holders of the bonds
and coupons Outstanding under the Mortgage.
Section 8. The Mortgage, as heretofore supplemented and amended
and as supplemented hereby, is intended by the parties hereto, as to
properties now or hereafter encumbered thereby and located within the State
of Georgia, to operate and is to be construed as granting a lien only on
such properties and not as a deed passing title thereto.
Section 9. This One-hundredth Supplemental Indenture shall be
executed in several counterparts, each of which shall be an original and
all of which shall constitute but one and the same instrument.
IN WITNESS WHEREOF, FPL has caused its corporate name to be
hereunto affixed, and this instrument to be signed and sealed by its
President or one of its Vice Presidents, and its corporate seal to be
attested by its Secretary or one of its Assistant Secretaries for and in
its behalf, and BANKERS TRUST COMPANY has caused its corporate name to be
hereunto affixed, and this instrument to be signed and sealed by one of
its Vice Presidents or Assistant Vice Presidents, and its corporate seal
to be attested by one of its Assistant Vice Presidents, one of its
Assistant Secretaries or one of its Associates, all as of the day and
year first above written.
FLORIDA POWER & LIGHT COMPANY
By: /s/ K. M. Davis
------------------------------
K. M. Davis
Vice President, Accounting, Controller
and Chief Accounting Officer
9250 West Flagler Street
Miami, FL 33102
Attest:
/s/ Paul I. Cutler
- --------------------------------
Paul I. Cutler
Assistant Treasurer and Assistant Secretary
700 Universe Boulevard
Juno Beach, FL 33408
Executed, sealed and delivered by
FLORIDA POWER & LIGHT COMPANY
in the presence of:
/s/ Scott Craig
- ---------------------------------------
/s/ Harold McCarthy
- ---------------------------------------
Bankers Trust Company
As Trustee
By: /s/ Tara J. Coffey
-----------------------------
Tara J. Coffey
Vice President
4 Albany Street, 7th Floor
New York, NY 10006
Attest: /s/ Sonja Egge
------------------------------
Sonja Egge
Associate
4 Albany Street, 7th Floor
New York, NY 10006
Executed, sealed and delivered
by Bankers Trust Company
in the presence of:
/s/ Oneaka Hendricks
- ----------------------------------------
/s/ Nicole G. Dervan
- ----------------------------------------
STATE OF FLORIDA
COUNTY OF PALM BEACH SS:
On the 29th day of November, in the year 2000, before me personally
came K. M. Davis, to me known, who, being by me duly sworn, did depose and
say that he resides at 1101 N.W. 115th Ave., Plantation, FL 33323; that he
is a Vice President, Accounting, Controller and Chief Accounting Officer of
FLORIDA POWER & LIGHT COMPANY, one of the corporations described in and which
executed the above instrument; that he knows the seal of said corporation;
that the seal affixed to said instrument is such corporate seal; that it
was so affixed by order of the Board of Directors of said corporation, and
that he signed his name thereto by like order.
I HEREBY CERTIFY, that on this 29th day of November, 2000, before me
personally appeared K. M. Davis and Paul I. Cutler, respectively, the Vice
President, Accounting, Controller and Chief Accounting Officer and the
Assistant Treasurer and Assistant Secretary of FLORIDA POWER & LIGHT COMPANY, a
corporation under the laws of the State of Florida, to me known to be the
persons described in and who executed the foregoing instrument and
severally acknowledged the execution thereof to be their free act and deed
as such officers, for the uses and purposes therein mentioned; and that
they affixed thereto the official seal of said corporation, and that said
instrument is the act and deed of said corporation.
K. M. Davis and Paul I. Cutler produced Florida Driver's License
No. D120-513-46-467-0 and Florida Driver's License No. C346-689-59-470 as
identification, respectively.
WITNESS my signature and official seal at Juno Beach, in the County
of Palm Beach, and State of Florida, the day and year last aforesaid.
/s/ Tracy Davis
Notary Public, State of Florida
Commission No. 00831775
My Commission Expires May 2, 2003
Tracy Davis
Commission #CC 831775
Expires May 2, 2003
Bonded Thru
Atlantic Bonding Co., Inc.
STATE OF NEW YORK
COUNTY OF NEW YORK SS:
On the 29th day of November, in the year 2000, before me personally
came Tara J. Coffey, to me know, who, being by me duly sworn, did depose
and say that she resides at 14 Wesley Avenue, Atlantic Highlands, NJ 07716;
that she is a Vice President of BANKERS TRUST COMPANY, one of the
corporations described in and which executed the above instrument; that
she knows the seal of said corporation; that the seal affixed to said
instrument is such corporate seal; that it was so affixed by order of the
Board of Directors of said corporation, and that she signed her name
thereto by like order.
I HEREBY CERTIFY, that on this 29th day of November, 2000, before me
personally appeared Tara J. Coffey and Sonja Egge, respectively, a Vice
President and an Associate of BANKERS TRUST COMPANY, a corporation under the
laws of the state of New York, to me known to be the persons described in
and who executed the foregoing instrument and severally acknowledged the
execution thereof to be their free act and deed as such officers, for the
uses and purposes therein mentioned; and that they affixed thereto the
official seal of said corporation, and that said instrument is the act and
deed of said corporation.
Tara J. Coffey and Sonja Egge produced New York Driver's License
No. 452 358 323 and New Jersey Driver's License No. E3079 71973 57736 as
identification, respectively.
WITNESS my signature and official seal at New York City, in the
County of New York, and State of New York, the day and year last aforesaid.
/s/ Tracy A. Salzmann
--------------------------------
Tracy A. Salzmann
Notary Public, State of New York
Registration #01SA6040727
Qualified in New York County
My Commission Expires April 24, 2002